ALERT MEMORANDUM CFIUS Releases Final FIRRMA Regulations January 22, 2020 If you have any questions concerning On January 13, 2020, the U.S. Department of the Treasury (“Treasury”) this memorandum, please reach out to released final regulations (the “Final Regulations”)1 implementing the your regular firm contact or the updates to the foreign investment review process of the Committee on following authors. Foreign Investment in the United States (“CFIUS”) contained in the Foreign Investment Risk Review Modernization Act of 2018 WASHINGTON (“FIRRMA”). The Final Regulations, effective February 13, 2020, Paul Marquardt +1 202 974 1648 largely track the September 2019 proposed regulations (the “Proposed
[email protected] Regulations”)2 to implement FIRRMA’s expansion of CFIUS’s jurisdiction. FIRRMA in turn codified existing CFIUS practice as it has John McGill +1 202 974 1625 evolved in recent years, particularly with respect to a focus on U.S.
[email protected] businesses involving critical technologies, critical infrastructure, and sensitive personal data, and added a limited mandatory filing regime. The Nathanael Kurcab +1 202 974 1652 Final Regulations continue this incremental path by incorporating
[email protected] revisions to address issues arising from public comments on the Proposed Regulations and the sunset of the CFIUS pilot program rules (the “Pilot Sameer Jaywant 3 +1 202 974 1882 Program”).
[email protected] The Final Regulations apply to all transactions entered into (binding Hani Bashour +1 202 974 1934 agreement signed, public offer launched, proxies solicited, or options
[email protected] exercised) after February 13, 2020. An interim rule defining an entity’s “principal place of business” is concurrently effective and open for comment until February 18, 2020.